Sec Form 4 Filing - SAUNDERS BRENT L @ Beauty Health Co - 2020-10-02

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SAUNDERS BRENT L 2. Issuer Name and Ticker or Trading Symbol Beauty Health Co [ SKIN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) X __ Other (specify below) Executive Chairman (Last) (First) (Middle) C/O THE BEAUTY HEALTH COMPANY, 2165 SPRING STREET 3. Date of Earliest Transaction (MM/DD/YY) 10/02/2020 (Street) LONG BEACH, CA90806 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Warrant (right to buy) $ 11.5 10/02/2020 A 9,333,333 ( 1 ) ( 1 ) Class A Common Stock 9,333,333 $ 0 9,333,333 I ( 2 ) By BLS

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SAUNDERS BRENT L C/O THE BEAUTY HEALTH COMPANY 2165 SPRING STREET LONG BEACH, CA90806 X X Executive Chairman BLS Investor Group LLC 1819 WEST AVENUE BAY 2 MIAMI, FL33139 X Signatures /s/ Brenton L. Saunders 05/18/2021 Signature of Reporting Person Date /s/ Brenton L. Saunders, BLS Investor Group LLC Managing Member 05/18/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents warrants to purchase Class A Common Stock issued to BLS Investor Group LLC ("BLS") in connection with the Issuer's initial public offering pursuant to the Registration Statement on Form S-1, as amended and filed with the SEC on September 21, 2020 (the "Registration Statement"). Brenton L. Saunders is the managing member of BLS and may be deemed to beneficially own the shares held by BLS. Mr. Saunders disclaims beneficial ownership of such securities except to any pecuniary interest he may have therein. ( 2 )The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on the later of 12 months from the closing of the IPO or 30 days after the completion of our initial business combination, and expire five years after the completion of our initial business combination or earlier upon redemption or liquidation, each as described in the Registration Statement.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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